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Oglethorpe Power Corp – ‘8-K’ for 12/11/19

On:  Wednesday, 12/11/19, at 4:51pm ET   ·   For:  12/11/19   ·   Accession #:  1104659-19-71875   ·   File #:  0-53908

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  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

12/11/19  Oglethorpe Power Corp             8-K:1,2,9  12/11/19    2:806K                                   Toppan Merrill/FA

Current Report   —   Form 8-K   —   Sect. 13 / 15(d) – SEA’34
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 8-K         Current Report                                      HTML     18K 
 2: EX-10.1     Material Contract                                   HTML    480K 


‘8-K’   —   Current Report


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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

 

 

FORM 8-K

 

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF

THE SECURITIES EXCHANGE ACT OF 1934

 

Date of Report (Date of earliest event reported): December 11, 2019

 

Oglethorpe Power Corporation

(An Electric Membership Corporation)

(Exact name of Registrant as specified in its charter)

 

GEORGIA  333-192954  58-1211925
(State of incorporation)  (Commission File Number)  (I.R.S. Employer
Identification No.)

 

2100 East Exchange Place   
Tucker, Georgia  30084-5336
(Address of principal executive offices)  (Zip Code)
    
Registrant’s telephone number, including area code   (770) 270-7600

  

None

(Former name or former address, if changed since last report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

¨Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter)

 

Emerging growth company ¨

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

 

Securities registered pursuant to section 12(b) of the Act:

 

Title of each class:   Trading Symbol(s)   Name of each exchange on which registered:
None   N/A   N/A

 

 

 

 C: 

 

 

 

Item 1.01.Entry into a Material Definitive Agreement.

 

The information included in Item 2.03 of this Current Report on Form 8-K is incorporated by reference into this Item 1.01.

 

Item 2.03.Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

 

On December 11, 2019, we amended and restated our unsecured $1.21 billion credit agreement with twelve lenders, including National Rural Utilities Cooperative Finance Corporation, as administrative agent. The new maturity date for the credit agreement is December 11, 2024, unless extended as provided therein.

 

We can use the facility to support the issuance of commercial paper, to advance funds for working capital purposes and to issue letters of credit thereunder. The prior $1.0 billion limitation on our issuance of commercial paper supported by the credit agreement was removed.

 

Loans under the credit agreement are subject to customary conditions to borrowing and may be (1) eurodollar rate loans, which shall bear interest at a rate per annum equal to the applicable London Interbank Offered Rate multiplied by the Statutory Reserve Rate plus the applicable rate for eurodollar rate loans (ranging from 1.00% to 1.75% depending on our credit ratings), or (2) base rate loans or swing line loans, which shall each bear interest at a rate per annum equal to the higher of (a) the Prime Rate, (b) the Federal Funds Effective Rate plus .50%, or (c) the Eurodollar Rate for a one-month period plus 1.00%, plus in each case the applicable rate for base rate loans (ranging from 0% to .75% depending on our credit ratings); provided, however, that for so long as National Rural Utilities Cooperative Finance Corporation is the swing line lender, any portion of a swing line loan that has not been acquired by the lenders as a participation will bear interest at a rate per annum equal to the CFC Rate. Capitalized rates in the prior sentence are set forth in the credit agreement. We will continue to pay customary unused commitment fees, an administrative agent fee and letter of credit fees.

 

The credit agreement contains customary representations, warranties, covenants, events of default and acceleration, including financial covenants to maintain patronage capital of at least $750 million and limit our secured indebtedness and unsecured indebtedness, both as defined by the credit agreement, to $14.0 billion and $4.0 billion, respectively. Currently, we are well within these covenant thresholds.

 

The foregoing is a summary of certain terms of the credit agreement and is neither complete nor inclusive of all material terms and is subject to, and qualified in its entirety by, the full text of the credit agreement, which is filed as Exhibit 10.1 to this Current Report on Form 8-K. For additional discussion of our liquidity program, see “Management’s Discussion and Analysis of Financial Condition and Results of Operations – Financial Condition – Capital Requirements and Liquidity and Sources of Capital – Liquidity” in our Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2019.

 

Exhibit 9.01 Financial Statements and Exhibits

 

(a)Exhibits  

 

Exhibit No.   Description
      
10.1   Amended and Restated Credit Agreement, dated as of December 11, 2019, among Oglethorpe Power Corporation (An Electric Membership Corporation), as borrower and the lenders identified therein, including National Rural Utilities Cooperative Finance Corporation, as administrative agent.

 

 C: 

 

 

 

SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

  OGLETHORPE POWER CORPORATION
  (AN ELECTRIC MEMBERSHIP CORPORATION)
   
   
Date: December 11, 2019 By: /s/ Michael L. Smith
      Michael L. Smith
      President and Chief Executive Officer

 

 C: 

 

 


Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘8-K’ Filing    Date    Other Filings
12/11/24
Filed on / For Period end:12/11/19
9/30/1910-Q
 List all Filings 


7 Subsequent Filings that Reference this Filing

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 3/27/24  Oglethorpe Power Corp.            S-4                   98:18M                                    Workiva Inc Wde… FA01/FA
 3/25/24  Oglethorpe Power Corp.            10-K       12/31/23   96:15M                                    Workiva Inc Wde… FA01/FA
 3/29/23  Oglethorpe Power Corp.            S-4                   99:23M                                    Toppan Merrill/FA
 3/27/23  Oglethorpe Power Corp.            10-K       12/31/22  101:26M                                    Workiva Inc Wde… FA01/FA
 3/28/22  Oglethorpe Power Corp.            10-K       12/31/21   95:18M                                    Workiva Inc Wde… FA01/FA
 3/23/21  Oglethorpe Power Corp.            S-4                   90:34M                                    Workiva Inc Wde… FA01/FA
 3/19/21  Oglethorpe Power Corp.            10-K       12/31/20   88:16M                                    Workiva Inc Wde… FA01/FA
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